Page 129 - annual report AUCT 2025_Eng

Business Operation and Operating Results Corporate Governance Financial Statements Attachments
Needs and Reasons for connected transactions
The Company appointed the Audit Committee to provide consideration of related party transactions
based on the needs for such transactions and the reasonable rate charged and to disclose the type and
value of such transactions of the Company and individuals who may have conflicts of interest under the
Act and regulations of the Securities and Exchange Commission and the Securities Exchange of Thailand’s
Act.
Procedures of connected transaction approval
The Company has set the procedures to control related party transactions of individuals and corporates
that may be stakeholders or have conflicts of interest in the future according to the Act of the Securities
and Exchange Commission (SEC) and the Stock Exchange of Thailand (SET). The Audit Committee shall
provide opinion on the needs of such transaction and its reasonable price based on the normal condition
of trades in the market and price comparison with external cases. In the case that the Audit Committee
does not have expertise on such case, the independent expert or the Company’s accounting auditor will
be appointed to give opinions to support the decision making of the Board of Directors and/or Audit
Committee and/or shareholders. The individual who may have conflicts of interest or be stakeholder of the
related party transaction shall not be entitled to vote for the transaction approval. The Company shall also
disclose the information of connected transactions, the significant purchase or sales of assets and the
related party transactions of related individuals and corporates according to the regulations of SEC, SET
and standard accounting principles of The Institute of Certified Accountants and Auditor of Thailand.
Guidelines of connected transaction disclosure audit
In order for the Company to completely disclose the information of related party transaction which
may have conflicts of interest, the Company has set the following guidelines:
1) Directors and executives shall inform the Company to acknowledge their shares holding and their
executive positions in other companies. Such information is now kept at the Company Secretary. The
Company also requested the executives and board of directors, should there be any change in their shares
holding or positions in any companies, to inform the Company within 1 month after such change is effective.
2) The connected transactions shall be considered and approved according to the authority table
before done.
3) Comply with the criteria on connected transactions as specified by SEC and SET.
บริิษััท สหการประมููล จำำากัด (มหาชน)
Union Auction Public Company Limited
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